Michelle Williams in talks for ‘Suite Francaise’

'The Duchess' helmer Saul Dibb will direct WWII drama

Four years after writing and directing Keira Knightley starrer “The Duchess” for Paramount Vantage, Brit helmer Saul Dibb is prepping his next pic “Suite Francaise,” which three-time Oscar nominee Michelle Williams is in talks to topline.

Dibb will write and direct the period drama, which follows Lucille Angellier (Williams), a spirited young woman in occupied France who falls for a German officer and must choose between love and her country.

Left under the supervision of her domineering mother-in-law when the husband she never really loved heads off to war, Lucille’s only escape is playing the piano. The young German officer assigned to stay at their home is a former composer, and the attraction between him and the protag is immediate.

Should a deal make, pic would reunite Williams with her “My Week With Marilyn” collaborators David Parfitt and Mark Cooper, who are producing “Suite Francaise.” Production is tentatively skedded to start next spring in London.

Williams is no stranger to period pics, starring in Kelly Reichardt’s “Meek’s Cutoff” (1845), Martin Scorsese’s “Shutter Island” (1954) and most recently, as Marilyn Monroe in Simon Curtis’ 1956-set drama “My Week With Marilyn,” for which she won her first Golden Globe and was nominated for an Oscar. Thesp recently starred in Sarah Polley’s “Take This Waltz” and will soon be seen as Glinda the Good Witch in Sam Raimi’s tentpole “Oz: The Great and Powerful,” which Disney will release on March 8.

Dibb’s “Duchess” won an Oscar for costume design and was nominated for another Oscar, as well as a Golden Globe for Ralph Fiennes’ supporting perf. Helmer has spent the last two years developing the thriller “Codenames Only” for London-based shingle Independent. Tony Grisoni (“Red Riding”) wrote the script, which concerns police officers undercover in a subsidized housing development.

Williams is repped by CAA and attorney John LaViolette, while Dibb is repped by WME and Casarotto Ramsay & Associates.